UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the
Securities
Exchange Act of 1934
Date
of Report (Date of earliest event reported) March 5, 2015
(March 5, 2015)
U.S.
PHYSICAL THERAPY, INC.
(Exact
name of registrant as specified in its charter)
Nevada
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1-11151
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76-0364866
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(State or other jurisdiction of
incorporation or organization)
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(Commission File
Number)
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(I.R.S. Employer
Identification No.)
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1300 West Sam Houston Parkway South, Suite 300, Houston,
Texas
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77042
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (713)
297-7000
Check the
appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any
of the following provisions (see
General Instruction A.2. below):
⃞
Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
⃞
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
⃞
Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
⃞
Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL RESULTS
On March 5, 2015, U.S. Physical Therapy, Inc. (the “Company”) reported
its results for the fourth quarter and year ended December 31, 2014. In
addition, the Company announced that its board of directors declared a
quarterly dividend of $.15 per share to holders of record of common
stock as of the close of business on March 20, 2015 payable on April 3,
2015. A copy of the press release is attached hereto as Exhibit 99.1.
While the Company intends to declare dividends in subsequent quarters,
any future dividends will be at the discretion of the Company’s board of
directors after taking into account various factors, including general
economic and business conditions, tax considerations, the Company’s
strategic plan, the results of operation and financial condition of the
Company, the acquisition and expansion plans of the Company, any
contractual, legal or regulatory restrictions on the payment of
dividends, and such other factors as the board considers relevant.
In accordance with General Instruction B.2 of Form 8-K, the information
in this Current Report on Form 8-K, including the exhibits, shall not be
deemed to be “filed” for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise
subject to the liabilities of that section, and shall not be
incorporated by reference into any registration statement or other
document filed under the Securities Act of 1933, as amended, or the
Exchange Act, except as shall be expressly set forth by specific
reference in such filing.
ITEM 7.01 REGULATION FD DISCLOSURE
Although the Company’s new patient referrals thus far in 2015 have been
good, the severe winter weather in many parts of the country in January
and February negatively affected the number of patient visits by more
than 16,000 with an estimated negative earnings impact of $.05 to $.07
per share. After allowing for that, management currently expects the
Company’s earnings from continuing operations attributable to common
shareholders for the year 2015 to be in the range of $22.3 million to
$22.9 million in net income and $1.80 to $1.86 in diluted earnings per
share. Please note that management’s guidance range represents projected
earnings from existing operations only and excludes future acquisitions.
The annual guidance figures will not be updated unless there is a
material development that causes management to believe that earnings
will be significantly outside the given range.
ITEM 8.01 OTHER EVENTS
See Item 2.02 above. On March 3, 2015, the Company announced a dividend
of $.15 per share to holders of record of its common stock as of the
close of business on March 20, 2015 payable on April 3, 2015.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
Exhibits
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Description of Exhibits
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99.1
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Registrant's press release dated March 5, 2015 announcing results
for the fourth quarter and year ended December 31, 2014.*
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* Furnished herewith.
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SIGNATURE
Pursuant to
the requirements of the Securities Exchange Act of 1934, the registrant
has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
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U.S. PHYSICAL THERAPY, INC.
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Dated:
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March 5, 2015
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By: /s/ LAWRANCE W. MCAFEE
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Lawrance W. McAfee
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Chief Financial Officer
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(duly authorized officer and principal financial
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and accounting officer)
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INDEX TO EXHIBITS
EXHIBIT
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DESCRIPTION OF EXHIBIT
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99.1
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Press Release dated March 5, 2015.*
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* Furnished herewith
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Exhibit 99.1
U.S.
Physical Therapy Reports Record Earnings
Raises
Dividend and Provides 2015 Earnings Guidance
HOUSTON--(BUSINESS WIRE)--March 5, 2015--U.S. Physical Therapy, Inc.
(NYSE: USPH), a national operator of outpatient physical therapy
clinics, today reported results for the fourth quarter and year ended
December 31, 2014.
In the fourth quarter of 2014, U.S. Physical Therapy’s net income
attributable to common shareholders from continuing operations prior to
revaluation of redeemable non-controlling interests, net of tax
(“operating results”) increased by 27.5% to $5.0 million as compared to
approximately $3.9 million in the fourth quarter of 2013. Diluted
earnings per share from operating results rose to $0.41 in the recent
quarter as compared to $0.32 in the comparable 2013 period.
For the year 2014, U.S. Physical Therapy’s operating results increased
by 19.2% to $20.9 million as compared to approximately $17.5 million for
the 2013 year. Diluted earnings per share from operating results rose to
$1.71 in 2014 as compared to $1.45 in 2013.
Fourth Quarter 2014 Compared to Fourth Quarter 2013 from
Continuing Operations Unless Otherwise Noted
-
Net revenues increased 15.7% from $68.6 million in the fourth quarter
of 2013 to $79.4 million in the fourth quarter of 2014, due to an
increase in patient visits of 15.6% from 638,000 to 737,000 and an
increase in the average net revenue per visit of $0.32 to $105.79 from
$105.47.
-
Total clinic operating costs were $60.5 million, or 76.1% of net
revenues, in the fourth quarter of 2014, as compared to $52.5 million,
or 76.5% of net revenues, in the 2013 period. Of the dollar increase,
$4.3 million was attributable to operating costs of new clinics opened
or acquired in the past 12 months. Total clinic salaries and related
costs, including that from new clinics, were 54.9% of net revenues in
the recent quarter versus 53.2% in the 2013 period. Rent, clinic
supplies, contract labor and other costs as a percentage of net
revenues were reduced to 19.7% for the recent quarter versus 21.5% in
the 2013 period. The provision for doubtful accounts as a percentage
of net revenues was 1.3% for the 2014 period and 1.4% in the 2013
period.
-
The gross margin for the fourth quarter of 2014 increased by 17.4% to
$18.9 million from $16.1 million in the fourth quarter of 2013. The
gross margin percentage increased to 23.9% for the 2014 period as
compared to 23.5% for the 2013 period.
-
Corporate office costs were $8.2 million in the fourth quarter of 2014
as compared to $6.8 million in the 2013 fourth quarter. Corporate
office costs as a percentage of net revenues were 10.3% for the 2014
period and 9.9% in the 2013 period.
-
Operating income for the recent quarter increased by 14.8% to $10.8
million as compared to $9.4 million in the 2013 fourth quarter.
-
Interest expense was $0.3 million in the fourth quarter of 2014 versus
$0.1 million in the fourth quarter of last year. The increase in
interest expense is due to a higher average debt balance as the result
of acquisitions.
-
The provision for income taxes for the 2014 period was $3.2 million
and for the 2013 period $3.4 million. The provision for income taxes
as a percentage of income before taxes less net income attributable to
non-controlling interest was 39.4% in the 2014 fourth quarter and
46.8% in the 2013 period. In the current period, after a
reconciliation of the 2013 federal and state tax returns to our book
provision, we reduced our 2014 tax rate to 40.0% from 41.0% previously
accrued for the first nine months of 2014 and recorded an additional
provision of $0.2 million for 2013.
-
Net income attributable to non-controlling interests, inclusive of
discontinued operations, was $2.3 million in the recent quarter as
compared to $1.9 million in the period 2013.
-
Net income attributable to common shareholders for the three months
ended December 31, 2014 increased by 27.5% to $5.0 million compared to
$3.9 million for the three months ended December 31, 2013. Diluted
earnings per share from operating results were $0.41 for the 2014
period and $0.32 for the 2013 period.
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Same store visits increased 2.8% for de novo and acquired clinics open
for one year or more while same store revenue increased 2.0% as the
average net rate per visit decreased by $0.81.
Year 2014 Compared to Year 2013 from Continuing Operations Unless
Otherwise Noted
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Net revenues increased 15.5% from $264.1 million in 2013 to $305.1
million in 2014, due to an increase in patient visits of 15.5% from
2,441,000 to 2,819,000 and an increase in the average net revenue per
visit to $106.08 for the past year from $105.83 in 2013.
-
Total clinic operating costs were $228.9 million or 75.0% of net
revenues for 2014, as compared to $199.4 million or 75.5% of net
revenues, for 2013. The dollar increase included $10.2 million in
operating costs of new clinics opened or acquired in 2014. Of the
remaining increase, $18.5 million was from clinics added throughout
2013. Total clinic salaries and related costs were 53.6% of net
revenues in 2014 versus 53.7% in 2013. Rent, clinic supplies, contract
labor and other costs as a percentage of net revenues were 20.1% for
the past year versus 20.0% in 2013. The provision for doubtful
accounts as a percentage of net revenues was 1.3% for 2014 and 1.7% in
2013.
-
The gross margin for 2014 increased by 17.7% to $76.2 million from
$64.7 million in 2013. The gross margin percentage increased to 25.0%
in 2014 as compared to 24.5% in 2013.
-
Corporate office costs were $30.4 million for 2014 as compared to
$25.9 million for 2013. Corporate office costs were 10.0% of net
revenues for 2014 and 9.8% for 2013.
-
Operating income increased 18.1% to $45.8 million in 2014 as compared
to $38.8 million in 2013.
-
Interest expense was $1.1 million in 2014 versus $0.5 million in 2013.
The increase in interest expense is due to a higher average
outstanding debt balance as the result of acquisitions.
-
The provision for income taxes for 2014 was $14.3 million and for 2013
it was $12.2 million. The provision for income taxes as a percentage
of income before taxes less net income attributable to non-controlling
interest was 40.6% in 2014 and 41.1% in 2013.
-
Net income attributable to non-controlling interests, inclusive of
discontinued operations, was $9.6 million in 2014 as compared to $8.3
million in 2013.
-
Net income attributable to common shareholders for the year ended
December 31, 2014 increased 19.2% to $20.9 million as compared to
$17.5 million for the year ended December 31, 2013. Diluted earnings
per share from operating results rose to $1.71 for 2014 versus $1.45
for 2013.
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Same store visits increased 4.6% for de novo and acquired clinics open
for one year or more and same store revenue increased 3.8% as the
average net rate per visit decreased by $0.79.
Chris Reading, Chief Executive Officer, said, “I am very pleased with
the strong results that our entire team delivered for the year. Our
organic and acquired partnerships are growing, we are attracting great
talent in all areas of our Company and we are rolling out new programs
which will further help us to impact more patient lives in a very
positive way. Our development activities are generating great results
and are bringing some exciting newly acquired partnerships into our
already strong family of partners. In 2015 we remain focused on all of
the core initiatives that helped to produce an exceptional 2014.”
Larry McAfee, Chief Financial Officer, noted, “Despite increasing the
Company’s dividend and opening or acquiring 35 clinics during the year
the Company’s ending debt balance was reduced by approximately $5.9
million, or 14%, in 2014 as cash flow from operations remained strong.”
U.S. Physical Therapy Declares Quarterly Dividend
The Company is increasing its quarterly dividend by 25% to $.15 from
$.12. The first quarterly dividend of 2015 will be paid on April 3, 2015
to shareholders of record as of March 20, 2015.
Management 2015 Earnings Guidance
Although the Company’s new patient referrals thus far in 2015 have been
good, the severe winter weather in many parts of the country in January
and February negatively affected the number of patient visits by more
than 16,000 with an estimated negative earnings impact of $.05 to $.07
per share. After allowing for that, management currently expects the
Company’s earnings from continuing operations for the year 2015 to be in
the range of $22.3 million to $22.9 million in net income and $1.80 to
$1.86 in diluted earnings per share. Please note that management’s
guidance range represents projected earnings from existing operations
only and excludes future acquisitions. The annual guidance figures will
not be updated unless there is a material development that causes
management to believe that earnings will be significantly outside the
given range.
Fourth Quarter 2014 Conference Call
U.S. Physical Therapy's management will host a conference call at 10:30
a.m. Eastern Time, 9:30 a.m. Central Time, on Thursday, March 5, 2015 to
discuss the Company’s Fourth Quarter and Year Ended December 31, 2014
results. Interested parties may participate in the call by dialing
1-888-335-5539 or 973-582-2857 and entering reservation number 63028333
approximately 10 minutes before the call is scheduled to begin. To
listen to the live call via web-cast, go to the Company's website at www.usph.com
at least 15 minutes early to register, download and install any
necessary audio software. The conference call will be archived and can
be accessed until May 6, 2015.
Forward-Looking Statements
This press release contains statements that are considered to be
forward-looking within the meaning under Section 21E of the Securities
Exchange Act of 1934, as amended. These statements contain
forward-looking information relating to the financial condition, results
of operations, plans, objectives, future performance and business of our
Company. These statements (often using words such as “believes”,
“expects”, “intends”, “plans”, “appear”, “should” and similar words)
involve risks and uncertainties that could cause actual results to
differ materially from those we expect. Included among such statements
may be those relating to new clinics, availability of personnel and the
reimbursement environment. The forward-looking statements are based on
our current views and assumptions and actual results could differ
materially from those anticipated in such forward-looking statements as
a result of certain risks, uncertainties, and factors, which include,
but are not limited to:
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changes as the result of government enacted national healthcare reform;
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changes in Medicare guidelines and reimbursement or failure of our
clinics to maintain their Medicare certification status;
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business and regulatory conditions including federal and state
regulations;
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changes in reimbursement rates or payment methods from third party
payors including government agencies and deductibles and co-pays owed
by patients;
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revenue and earnings expectations;
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general economic conditions;
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availability and cost of qualified physical and occupational
therapists;
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personnel productivity;
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competitive, economic or reimbursement conditions in our markets which
may require us to reorganize or close certain operations and thereby
incur losses and/or closure costs including the possible write-down or
write-off of goodwill and other intangible assets;
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acquisitions, purchase of non-controlling interests (minority
interests) and the successful integration of the operations of the
acquired businesses;
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maintaining adequate internal controls;
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availability, terms, and use of capital; and
-
weather and other seasonal factors.
Many factors are beyond our control. Given these uncertainties, you
should not place undue reliance on our forward-looking statements.
Please see our periodic reports filed with the Securities and Exchange
Commission for more information on these factors. Our forward-looking
statements represent our estimates and assumptions only as of the date
of this press release. Except as required by law, we are under no
obligation to update any forward-looking statement, regardless of the
reason the statement is no longer applicable.
About U.S. Physical Therapy, Inc.
Founded in 1990, U.S. Physical Therapy, Inc. operates 499 outpatient
physical and occupational therapy clinics in 42 states. The Company's
clinics provide preventative and post-operative care for a variety of
orthopedic-related disorders and sports-related injuries, treatment for
neurologically-related injuries and rehabilitation of injured workers.
In addition to owning and operating clinics, the Company manages 16
physical therapy facilities for third parties, including hospitals and
physician groups.
More information about U.S. Physical Therapy, Inc. is available at www.usph.com.
The information included on that website is not incorporated into this
press release.
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U.S. PHYSICAL THERAPY, INC. AND SUBSIDIARIES
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CONSOLIDATED STATEMENTS OF NET INCOME
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(IN THOUSANDS, EXCEPT PER SHARE DATA)
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(unaudited)
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Three Months Ended December 31,
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Year Ended December 31,
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2014
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2013
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2014
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2013
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Net patient revenues
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$
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77,958
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$
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67,256
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$
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299,009
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$
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258,283
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Other revenues
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1,432
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1,349
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6,065
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5,775
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Net revenues
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79,390
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68,605
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305,074
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264,058
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Clinic operating costs:
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Salaries and related costs
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43,564
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36,522
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163,417
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141,840
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Rent, clinic supplies, contract labor and other
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15,671
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14,726
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61,209
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52,887
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Provision for doubtful accounts
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1,018
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994
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4,112
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4,384
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Closure costs
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197
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225
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169
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246
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Total clinic operating costs
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60,450
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52,467
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228,907
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199,357
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Gross margin
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18,940
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16,138
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76,167
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64,701
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Corporate office costs
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8,185
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6,766
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30,399
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25,931
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Operating income from continuing operations
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10,755
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9,372
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45,768
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38,770
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Interest and other income, net
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15
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2
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18
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7
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Interest expense
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(266
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)
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(140
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)
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(1,088
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)
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(538
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)
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Income before taxes from continuing operations
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10,504
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9,234
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44,698
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38,239
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Provision for income taxes
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3,241
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3,438
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14,274
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12,236
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Net income from continuing operations including non-controlling
interests
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7,263
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5,796
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30,424
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26,003
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Discontinued operations, net of tax
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-
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(42
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)
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-
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(5,007
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)
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Net income including non-controlling interests
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7,263
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5,754
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30,424
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20,996
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Less: net income attributable to non-controlling interests
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(2,286
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)
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(1,893
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)
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(9,571
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)
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(8,273
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)
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Net income attributable to common shareholders
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$
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4,977
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$
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3,861
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$
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20,853
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$
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12,723
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Basic earnings per share attributable to common shareholders:
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From continuing operations prior to revaluation of redeemable
non-controlling interests, net of tax
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$
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0.41
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$
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0.32
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$
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1.71
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$
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1.45
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Charges to additional-paid-in-capital - revaluation of redeemable
non-controlling interests, net of tax
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-
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-
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|
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(0.09
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)
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-
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From continuing operations, net of tax
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|
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0.41
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|
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0.32
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|
|
|
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1.62
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|
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1.45
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From discontinued operations, net of tax
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|
|
-
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-
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-
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(0.40
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)
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Basic
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$
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0.41
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$
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0.32
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$
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1.62
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$
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1.05
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Diluted earnings per share attributable to common shareholders:
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From continuing operations prior to revaluation of redeemable
non-controlling interests, net of tax
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$
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0.41
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|
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$
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0.32
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|
|
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$
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1.71
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|
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$
|
1.45
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Charges to additional-paid-in-capital - revaluation of redeemable
non-controlling interests, net of tax
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|
|
-
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|
|
|
-
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|
|
|
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(0.09
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)
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|
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-
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From continuing operations, net of tax
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|
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0.41
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|
|
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0.32
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|
|
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1.62
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|
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1.45
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From discontinued operations, net of tax
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|
|
-
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-
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|
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-
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(0.40
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)
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Diluted
|
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$
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0.41
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|
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$
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0.32
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|
|
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$
|
1.62
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|
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$
|
1.05
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|
|
|
|
|
|
|
|
|
|
|
Shares used in computation:
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|
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|
|
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Basic
|
|
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12,267
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|
|
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12,103
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|
|
|
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12,217
|
|
|
|
12,063
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|
Diluted
|
|
|
12,271
|
|
|
|
12,117
|
|
|
|
|
12,221
|
|
|
|
12,082
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|
|
|
|
|
|
|
|
|
|
|
Dividends declared per common share
|
|
$
|
0.12
|
|
|
$
|
0.10
|
|
|
|
$
|
0.48
|
|
|
$
|
0.40
|
|
Earnings attributable to common shareholders:
|
|
|
|
|
|
|
|
|
|
From continuing operations
|
|
$
|
4,977
|
|
|
$
|
3,903
|
|
|
|
$
|
20,853
|
|
|
$
|
17,492
|
|
From discontinued operations
|
|
|
-
|
|
|
|
(42
|
)
|
|
|
|
-
|
|
|
|
(4,769
|
)
|
|
|
$
|
4,977
|
|
|
$
|
3,861
|
|
|
|
$
|
20,853
|
|
|
$
|
12,723
|
|
|
|
|
|
|
|
|
|
|
U.S. PHYSICAL THERAPY, INC. AND SUBSIDIARIES
|
|
|
|
|
|
|
|
|
|
CONSOLIDATED EARNINGS PER SHARE
|
(IN THOUSANDS, EXCEPT PER SHARE DATA)
|
(unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Year Ended
|
|
|
December 31,
|
|
December 31,
|
|
|
2014
|
|
2013
|
|
2014
|
|
2013
|
Earnings attributable to common shareholders:
|
|
|
|
|
|
|
|
|
From continuing operations prior to revaluation of redeemable
non-controlling interests, net of tax
|
|
$
|
4,977
|
|
$
|
3,903
|
|
|
$
|
20,853
|
|
|
$
|
17,492
|
|
Charges to additional-paid-in-capital - revaluation of redeemable
non-controlling interests, net of tax *
|
|
|
-
|
|
|
-
|
|
|
|
(1,086
|
)
|
|
|
-
|
|
From continuing operations, net of tax
|
|
|
4,977
|
|
|
3,903
|
|
|
|
19,767
|
|
|
|
17,492
|
|
From discontinued operations, net of tax
|
|
|
-
|
|
|
(42
|
)
|
|
|
-
|
|
|
|
(4,769
|
)
|
|
|
$
|
4,977
|
|
$
|
3,861
|
|
|
$
|
19,767
|
|
|
$
|
12,723
|
|
|
|
|
|
|
|
|
|
|
Basic earnings per share attributable to common shareholders:
|
|
|
|
|
|
|
|
|
From continuing operations prior to revaluation of redeemable
non-controlling interests, net of tax
|
|
$
|
0.41
|
|
$
|
0.32
|
|
|
$
|
1.71
|
|
|
$
|
1.45
|
|
Charges to additional-paid-in-capital - revaluation of redeemable
non-controlling interests, net of tax *
|
|
|
-
|
|
|
-
|
|
|
|
(0.09
|
)
|
|
|
-
|
|
From continuing operations, net of tax
|
|
|
0.41
|
|
|
0.32
|
|
|
|
1.62
|
|
|
|
1.45
|
|
From discontinued operations, net of tax
|
|
|
-
|
|
|
-
|
|
|
|
-
|
|
|
|
(0.40
|
)
|
|
|
$
|
0.41
|
|
$
|
0.32
|
|
|
$
|
1.62
|
|
|
$
|
1.05
|
|
Diluted earnings per share attributable to common shareholders:
|
|
|
|
|
|
|
|
|
From continuing operations prior to revaluation of redeemable
non-controlling interests, net of tax
|
|
$
|
0.41
|
|
$
|
0.32
|
|
|
$
|
1.71
|
|
|
$
|
1.45
|
|
Charges to additional-paid-in-capital - revaluation of redeemable
non-controlling interests, net of tax
|
|
|
-
|
|
|
-
|
|
|
|
(0.09
|
)
|
|
|
-
|
|
From continuing operations, net of tax
|
|
|
0.41
|
|
|
0.32
|
|
|
|
1.62
|
|
|
|
1.45
|
|
From discontinued operations, net of tax
|
|
|
-
|
|
|
-
|
|
|
|
-
|
|
|
|
(0.40
|
)
|
|
|
$
|
0.41
|
|
$
|
0.32
|
|
|
$
|
1.62
|
|
|
$
|
1.05
|
|
|
|
|
|
|
|
|
|
|
Shares used in computation:
|
|
|
|
|
|
|
|
|
Basic earnings per share - weighted-average shares
|
|
|
12,267
|
|
|
12,103
|
|
|
|
12,217
|
|
|
|
12,063
|
|
Effect of dilutive securities - stock options
|
|
|
4
|
|
|
14
|
|
|
|
4
|
|
|
|
19
|
|
Denominator for diluted earnings per share - adjusted
weighted-average shares
|
|
|
12,271
|
|
|
12,117
|
|
|
|
12,221
|
|
|
|
12,082
|
|
|
|
|
|
|
|
|
|
|
* Purchases of non-controlling interests in two partnerships
recorded as a change in additional-paid-in-capital and per
generally accepted accounting principles ("GAAP") excluded from
statement of operations and net income.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. PHYSICAL THERAPY, INC. AND SUBSIDIARIES
|
|
|
|
|
|
CONSOLIDATED BALANCE SHEETS
|
(IN THOUSANDS, EXCEPT SHARE DATA)
|
|
|
|
|
|
|
|
December 31,
|
|
December 31,
|
|
|
2014
|
|
2013
|
|
|
(unaudited)
|
|
|
ASSETS
|
|
|
|
|
Current assets:
|
|
|
|
|
Cash and cash equivalents
|
|
$
|
14,271
|
|
|
$
|
12,898
|
|
Patient accounts receivable, less allowance for doubtful accounts of
$1,669 and $1,430, respectively
|
|
|
32,891
|
|
|
|
30,820
|
|
Accounts receivable - other, less allowance for doubtful accounts of
$198 and $198, respectively
|
|
|
1,503
|
|
|
|
1,844
|
|
Other current assets
|
|
|
6,186
|
|
|
|
4,098
|
|
Total current assets
|
|
|
54,851
|
|
|
|
49,660
|
|
Fixed assets:
|
|
|
|
|
Furniture and equipment
|
|
|
42,003
|
|
|
|
38,965
|
|
Leasehold improvements
|
|
|
22,806
|
|
|
|
21,891
|
|
|
|
|
64,809
|
|
|
|
60,856
|
|
Less accumulated depreciation and amortization
|
|
|
49,045
|
|
|
|
45,896
|
|
|
|
|
15,764
|
|
|
|
14,960
|
|
Goodwill
|
|
|
147,914
|
|
|
|
143,955
|
|
Other intangible assets, net
|
|
|
24,907
|
|
|
|
14,479
|
|
Other assets
|
|
|
1,115
|
|
|
|
1,081
|
|
|
|
$
|
244,551
|
|
|
$
|
224,135
|
|
|
|
|
|
|
LIABILITIES AND SHAREHOLDERS' EQUITY
|
|
|
|
|
Current liabilities:
|
|
|
|
|
Accounts payable - trade
|
|
$
|
1,782
|
|
|
$
|
1,722
|
|
Accrued expenses
|
|
|
22,839
|
|
|
|
20,625
|
|
Current portion of notes payable
|
|
|
883
|
|
|
|
825
|
|
Total current liabilities
|
|
|
25,504
|
|
|
|
23,172
|
|
Notes payable
|
|
|
234
|
|
|
|
650
|
|
Revolving line of credit
|
|
|
34,500
|
|
|
|
40,000
|
|
Deferred rent
|
|
|
991
|
|
|
|
996
|
|
Other long-term liabilities
|
|
|
8,732
|
|
|
|
4,196
|
|
Total liabilities
|
|
|
69,961
|
|
|
|
69,014
|
|
Commitments and contingencies
|
|
|
|
|
Redeemable non-controlling interests
|
|
|
7,376
|
|
|
|
4,104
|
|
Shareholders' equity:
|
|
|
|
|
U. S. Physical Therapy, Inc. shareholders' equity:
|
|
|
|
|
Preferred stock, $.01 par value, 500,000 shares authorized, no
shares issued and outstanding
|
|
|
-
|
|
|
|
-
|
|
Common stock, $.01 par value, 20,000,000 shares authorized,
14,487,346 and 14,315,882 shares issued, respectively
|
|
|
145
|
|
|
|
143
|
|
Additional paid-in capital
|
|
|
43,577
|
|
|
|
40,569
|
|
Retained earnings
|
|
|
134,186
|
|
|
|
119,206
|
|
Treasury stock at cost, 2,214,737 shares
|
|
|
(31,628
|
)
|
|
|
(31,628
|
)
|
Total U. S. Physical Therapy, Inc. shareholders' equity
|
|
|
146,280
|
|
|
|
128,290
|
|
Non-controlling interests
|
|
|
20,934
|
|
|
|
22,727
|
|
Total equity
|
|
|
167,214
|
|
|
|
151,017
|
|
|
|
$
|
244,551
|
|
|
$
|
224,135
|
|
|
|
|
|
|
|
|
|
U.S. PHYSICAL THERAPY, INC. AND SUBSIDIARIES
|
|
CONSOLIDATED STATEMENTS OF CASH FLOWS (IN THOUSANDS) (unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31,
|
|
|
|
2014
|
|
|
|
2013
|
OPERATING ACTIVITIES
|
|
|
|
|
|
|
|
Net income including non-controlling interests
|
|
|
$
|
30,424
|
|
|
|
|
$
|
20,996
|
|
Adjustments to reconcile net income including non-controlling
interests to net cash provided by operating activities:
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization
|
|
|
|
6,740
|
|
|
|
|
|
5,562
|
|
Provision for doubtful accounts
|
|
|
|
4,112
|
|
|
|
|
|
4,384
|
|
Equity-based awards compensation expense
|
|
|
|
3,363
|
|
|
|
|
|
2,743
|
|
Loss on sale of business and sale or abandonment of assets, net
|
|
|
|
35
|
|
|
|
|
|
7,335
|
|
Excess tax benefit from exercise of stock options
|
|
|
|
(948
|
)
|
|
|
|
|
(695
|
)
|
Deferred income tax
|
|
|
|
6,275
|
|
|
|
|
|
2,369
|
|
Impairment charge - goodwill
|
|
|
|
135
|
|
|
|
|
|
-
|
|
Other
|
|
|
|
|
|
|
|
Changes in operating assets and liabilities:
|
|
|
|
|
|
|
|
Increase in patient accounts receivable
|
|
|
|
(5,388
|
)
|
|
|
|
|
(5,389
|
)
|
Decrease (increase) in accounts receivable - other
|
|
|
|
341
|
|
|
|
|
|
(5
|
)
|
(Decrease) increase in other assets
|
|
|
|
(2,493
|
)
|
|
|
|
|
1,803
|
|
Increase in accounts payable and accrued expenses
|
|
|
|
1,868
|
|
|
|
|
|
4,833
|
|
Increase in other liabilities
|
|
|
|
730
|
|
|
|
|
|
859
|
|
Net cash provided by operating activities
|
|
|
|
45,194
|
|
|
|
|
|
44,795
|
|
INVESTING ACTIVITIES
|
|
|
|
|
|
|
|
Purchase of fixed assets
|
|
|
|
(5,167
|
)
|
|
|
|
|
(4,637
|
)
|
Purchase of businesses, net of cash acquired
|
|
|
|
(12,270
|
)
|
|
|
|
|
(46,628
|
)
|
Acquisitions of non-controlling interests
|
|
|
|
(5,490
|
)
|
|
|
|
|
(1,876
|
)
|
Sale on non-controlling interests
|
|
|
|
-
|
|
|
|
|
|
233
|
|
Proceeds on sale of business and fixed assets, net
|
|
|
|
47
|
|
|
|
|
|
459
|
|
Net cash used in investing activities
|
|
|
|
(22,880
|
)
|
|
|
|
|
(52,449
|
)
|
FINANCING ACTIVITIES
|
|
|
|
|
|
|
|
Distributions to non-controlling interests
|
|
|
|
(9,913
|
)
|
|
|
|
|
(9,164
|
)
|
Cash dividends to shareholders
|
|
|
|
(5,873
|
)
|
|
|
|
|
(4,838
|
)
|
Proceeds from revolving line of credit
|
|
|
|
134,300
|
|
|
|
|
|
150,800
|
|
Payments on revolving line of credit
|
|
|
|
(139,800
|
)
|
|
|
|
|
(128,200
|
)
|
Payment of notes payable
|
|
|
|
(825
|
)
|
|
|
|
|
(459
|
)
|
Excess tax benefit from stock options exercised
|
|
|
|
948
|
|
|
|
|
|
695
|
|
Other
|
|
|
|
222
|
|
|
|
|
|
47
|
|
Net cash (used) provided in financing activities
|
|
|
|
(20,941
|
)
|
|
|
|
|
8,881
|
|
Net increase in cash
|
|
|
|
1,373
|
|
|
|
|
|
1,227
|
|
Cash - beginning of period
|
|
|
|
12,898
|
|
|
|
|
|
11,671
|
|
Cash - end of period
|
|
|
$
|
14,271
|
|
|
|
|
$
|
12,898
|
|
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
|
|
|
|
|
|
|
|
Cash paid during the period for:
|
|
|
|
|
|
|
|
Income taxes
|
|
|
$
|
9,253
|
|
|
|
|
$
|
4,111
|
|
Interest
|
|
|
$
|
1,103
|
|
|
|
|
$
|
352
|
|
Non-cash investing and financing transactions during the period:
|
|
|
|
|
|
|
|
Purchase of business - seller financing portion
|
|
|
$
|
400
|
|
|
|
|
$
|
1,300
|
|
Purchase of non-controlling interest - seller financing portion
|
|
|
$
|
67
|
|
|
|
|
$
|
-
|
|
Revaluation of redeemable non-controlling interests
|
|
|
$
|
1,841
|
|
|
|
|
$
|
-
|
|
|
|
|
|
|
|
U.S. PHYSICAL THERAPY, INC. AND SUBSIDIARIES RECAP OF
CLINIC COUNT
|
|
|
|
|
|
|
|
|
|
|
|
Number
|
|
|
|
|
|
of
|
Date
|
|
|
|
|
Clinics
|
|
|
|
|
|
|
December 31, 2012
|
|
|
|
|
431
|
|
|
|
|
|
|
March 31, 2013
|
|
|
|
|
441
|
June 30, 2013
|
|
|
|
|
449
|
September 30, 2013
|
|
|
|
|
447
|
December 31, 2013
|
|
|
|
|
472
|
|
|
|
|
|
|
March 31, 2014
|
|
|
|
|
472
|
June 30, 2014
|
|
|
|
|
486
|
September 30, 2014
|
|
|
|
|
489
|
December 31, 2014
|
|
|
|
|
489
|
CONTACT:
U.S. Physical Therapy, Inc.
Larry McAfee, (713) 297-7000
Chief
Financial Officer
or
Chris Reading, (713) 297-7000
Chief
Executive Officer
or
Westwicke Partners
Bob East, (443) 213-0502
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